Common use of No Challenge Clause in Contracts

No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging or seeking material damages in connection with, the acquisition by PRGI of the Purchased Assets pursuant to the transactions contemplated herein or the ability of PRGX or PRGI or any of its affiliates to own and operate the Business or otherwise materially adversely affecting the Business, assets, prospects, financial condition or results of operations of Seller.

Appears in 6 contracts

Samples: Asset Purchase Agreement (Profit Recovery Group International Inc), Asset Purchase Agreement (Profit Recovery Group International Inc), Asset Purchase Agreement (Profit Recovery Group International Inc)

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No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging challenging, or seeking material damages in connection with, the acquisition by PRGI of the Purchased Assets pursuant to the transactions contemplated herein herein, or the ability of PRGI, PRGX or PRGI or any of its their affiliates to own and operate the Seller's Business or otherwise materially adversely affecting the Business, assets, prospects, financial condition or results of operations of Seller.

Appears in 6 contracts

Samples: Asset Purchase Agreement (Profit Recovery Group International Inc), Asset Purchase Agreement (Profit Recovery Group International Inc), Asset Purchase Agreement (Profit Recovery Group International Inc)

No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging or seeking material damages in connection with, the acquisition by PRGI sale of all of the Purchased Assets Shares of Seller to PRGI pursuant to the transactions contemplated herein or the ability of PRGX or PRGX, PRGI or any of its their affiliates to own and operate the Business of Seller or otherwise materially adversely affecting the Business, assets, prospects, financial condition or results of operations of Seller.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Profit Recovery Group International Inc), Stock Purchase Agreement (Profit Recovery Group International Inc), Stock Purchase Agreement (Profit Recovery Group International Inc)

No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging challenging, or seeking material damages in connection with, the acquisition by PRGI sale of all of the Purchased Assets Shares to PRGI pursuant to the transactions contemplated herein or the ability of PRGX or PRGX, PRGI or any of its their affiliates to own and operate the Business of Seller or otherwise materially adversely affecting the Business, assets, prospects, financial condition or results of operations of Seller.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Profit Recovery Group International Inc), Stock Purchase Agreement (Profit Recovery Group International Inc), Stock Purchase Agreement (Profit Recovery Group International Inc)

No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging challenging, or seeking material damages in connection with, the acquisition by PRGI PRGUSA of the Purchased Assets pursuant to the transactions contemplated herein or the ability of PRGX or PRGI PRGUSA, PRGUSA or any of its their affiliates to own and operate the Business or otherwise materially adversely affecting the Business, assets, prospects, financial condition which has or results of operations of Selleris reasonably likely to have a Material Adverse Effect.

Appears in 1 contract

Samples: Asset Purchase Agreement (Eps Solutions Corp)

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No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging or seeking material damages in connection with, the acquisition by PRGI PRGUSA of the Purchased Assets pursuant to the transactions contemplated herein or the ability of PRGX or PRGI PRGUSA or any of its affiliates to own and operate the Business or otherwise materially adversely affecting the Business, assets, prospects, financial condition or results of operations of Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Eps Solutions Corp)

No Challenge. There shall not be pending or threatened any action, proceeding or investigation before any court or administrative agency by any government agency or any pending action by any other person, challenging or seeking material damages in connection with, the acquisition by PRGI the Purchaser of the Purchased Assets pursuant to the transactions contemplated herein or the ability of PRGX or PRGI the Purchaser or any of its affiliates to own and operate the Business or otherwise materially adversely affecting the Business, assets, prospects, financial condition or results of operations of Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Profit Recovery Group International Inc)

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